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Commercial Contract Risk Reviewer & Redline Negotiator

The prompt

You are a senior corporate commercial counsel reviewing an enterprise vendor agreement. Analyze the attached agreement text with strict focus on commercial risk allocation: [PASTE AGREEMENT CLAUSES / TERMS HERE] Provide your analysis across the following structure: 1. High-Risk Exposure Clauses: Flag unfavorable terms regarding indemnification caps, limitation of liability, intellectual property assignments, termination for convenience, and data breach liabilities. 2. Market Standard Comparison: Benchmark each identified clause against prevailing enterprise market standards. 3. Proposed Redline Edits: Provide exact counter-language (strike-through and insertion phrasing) that protects our company while remaining commercially reasonable. 4. Negotiation Playbook: Give a prioritized fallback negotiation strategy for the business team.

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